Surviving Intercompany Agreements definition

Surviving Intercompany Agreements has the meaning set forth in Section 2.4(b).
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Surviving Intercompany Agreements means any Intercompany Agreements other than this Agreement, the Transaction Agreements and the Terminated Intercompany Agreements.
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Surviving Intercompany Agreements has the meaning set forth in Section 5(o)(ii).
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Examples of Surviving Intercompany Agreements in a sentence

  • Sellers shall, and shall cause their Affiliates to, take such actions as may be necessary to terminate or commute, prior to or concurrently with the Closing, all Intercompany Agreements such that, following the Closing, the Transferred Companies shall not have any further Liability under such Intercompany Agreements; provided, however, that this Section 5.7(a) shall not apply to the Surviving Intercompany Agreements.

  • Pursuant to 17 C.F.R. Section 200.83 Schedule X - DTE Energy Accounts Schedule XI - DT Midstream-Managed Actions Schedule XII - DTE Energy-Managed Actions Schedule XIII - Jointly Managed Actions Schedule XIV - Shared Contracts Schedule XV - Fees and Expenses Schedule XVI - Surviving Intercompany Agreements Schedule XVII - Surviving DTE Energy Credit Support Instruments Schedule XVIII - Surviving DT Midstream Credit Support Instruments Confidential Treatment Requested by DT Midstream, Inc.

  • If any Intercompany Obligations (other than Intercomapny Obligations arising under Surviving Intercompany Agreements) are not settled prior to the Closing (such obligations, the “Unsettled Intercompany Obligations”), the Targets and Sellers will settle such Unsettled Intercompany Obligations as soon as reasonably practicable after Closing.


More Definitions of Surviving Intercompany Agreements

Surviving Intercompany Agreements has the meaning specified in Section 8.11(g).
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Surviving Intercompany Agreements as defined in Section 5.2.
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Surviving Intercompany Agreements means the Intercompany Agreements marked as those that will survive Closing on Schedule 2.
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Related to Surviving Intercompany Agreements

  • Intercompany Agreements has the meaning set forth in Section 2.03(a).

  • Operating Agreement means the agreement, whether or not referred to as an operating agreement and whether oral, in a record, implied, or in any combination thereof, of all the members of a limited liability company, including a sole member, concerning the matters described in section 489.110, subsection 1. The term includes the agreement as amended or restated.

  • Acquisition Agreements means the Nexstar Acquisition Agreement and the Mission Acquisition Agreement, and “Acquisition Agreement” means the applicable agreement in the context used.

  • Tax Sharing Agreements means all agreements binding a party or any of its subsidiaries that provide for the allocation, apportionment, sharing or assignment of any Tax liability or benefit (excluding any indemnification agreement or arrangement pertaining to the sale or lease of assets or subsidiaries and any commercially reasonable indemnity, sharing or similar agreements or arrangements where the inclusion of a Tax indemnification or allocation provision is customary or incidental to an agreement the primary nature of which is not Tax sharing or indemnification).

  • Pledged Operating Agreements means all of each Grantor’s rights, powers, and remedies under the limited liability company operating agreements of each of the Pledged Companies that are limited liability companies.

  • Permitted Intercompany Investments means Investments made by (a) a Loan Party to or in another Loan Party, (b) a Subsidiary that is not a Loan Party to or in another Subsidiary that is not a Loan Party, (c) a Subsidiary that is not a Loan Party to or in a Loan Party, so long as, in the case of a loan or advance, the parties thereto are party to the Intercompany Subordination Agreement, and (d) a Loan Party to or in a Subsidiary that is not a Loan Party so long as (i) the aggregate amount of all such Investments made by the Loan Parties to or in Subsidiaries that are not Loan Parties does not exceed $1,000,000 at any time outstanding, (ii) no Default or Event of Default has occurred and is continuing either before or after giving effect to such Investment, and (iii) the Borrowers have Excess Availability plus Qualified Cash of not less than $10,000,000 after giving effect to such Investment.

  • Pledged Partnership Agreements means all of each Grantor’s rights, powers, and remedies under the partnership agreements of each of the Pledged Companies that are partnerships.

  • Permitted Intercompany Activities means any transactions between or among the Borrower and its Restricted Subsidiaries that are entered into in the ordinary course of business of the Borrower and its Restricted Subsidiaries and, in the good faith judgment of the Borrower are necessary or advisable in connection with the ownership or operation of the business of the Borrower and its Restricted Subsidiaries, including, but not limited to, (i) payroll, cash management, purchasing, insurance and hedging arrangements and (ii) management, technology and licensing arrangements.

  • Existing Agreements has the meaning as set forth in Section 3.2 hereof.

  • Lock-Up Agreements means the lock-up agreements that are delivered on the date hereof by each of the Company’s officers and directors, in the form of Exhibit A attached hereto.

  • Tax Receivable Agreements means this Agreement and any Post-IPO TRA.

  • Company Operating Agreement means the Restated Operating Agreement of the Company dated February 11, 2020, as amended from time to time.

  • Contribution Agreement has the meaning set forth in the Recitals.

  • Exchange Agreements means the GSK Exchange Agreement, the Pfizer Exchange Agreement and the SLP Exchange Agreement;

  • Contribution Agreements has the meaning set forth in the Recitals.

  • Sharing Agreement means a local marketing, joint sales, shared services or similar Contract.